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Swans Trust Emergency Meeting Thurs 16:58 - Apr 13 with 42667 viewsLord_Bony

You are no doubt aware that a consortium of US investors, led by Jason Levien and Steve Kaplan, is interested in acquiring shares in Swansea City football club. There is more information on this in a couple of articles on our website - click to read.

The articles outline the current position as we see it, and there is, of course interest in this ongoing situation across the whole 'Jackarmy' family. We are particularly grateful for your support as a full member of the Supporters Trust and have arranged, at very short notice, a meeting at the Liberty Stadium tomorrow evening (Thursday 14 April) at 7.30. It is difficult to say at this stage if there will be any additional information available at that meeting but we felt it would be an opportunity for members of the Trust Board to bring you up to speed and address any points/questions you may have.

The short notice and location of the meeting will, we appreciate, mean it will be difficult for many of you to attend and we will aim to ensure that you are kept up to date with developments both through the Trust's website and these emails.

Thanks for your support.




The Swans Trust team

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Swans Trust Emergency Meeting Thurs on 15:01 - Apr 14 with 3193 viewsHighjack

Swans Trust Emergency Meeting Thurs on 14:02 - Apr 14 by Uxbridge

Nope, and there's been no offer to the Trust for its stake.


I am rubbish at economics but in the event of an offer for the trusts shares would you have to sell them for the same value as say Morgan's shares or can you demand more per share. For example if Morgan gets £10 per share could the trust try and sell for £20?

The creatures outside looked from pig to man, and from man to pig, and from pig to man again; but already it was impossible to say which was which.
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Swans Trust Emergency Meeting Thurs on 15:17 - Apr 14 with 3161 viewsAnotherJohn

Swans Trust Emergency Meeting Thurs on 15:01 - Apr 14 by Highjack

I am rubbish at economics but in the event of an offer for the trusts shares would you have to sell them for the same value as say Morgan's shares or can you demand more per share. For example if Morgan gets £10 per share could the trust try and sell for £20?


Could this be true?

http://www.skysports.com/football/news/11731/10242601/swansea-city-takeover-to-b

So much haste after keeping the trust in the dark for so long does not inspire confidence.
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Swans Trust Emergency Meeting Thurs on 15:24 - Apr 14 with 3148 viewsUxbridge

Swans Trust Emergency Meeting Thurs on 15:01 - Apr 14 by Highjack

I am rubbish at economics but in the event of an offer for the trusts shares would you have to sell them for the same value as say Morgan's shares or can you demand more per share. For example if Morgan gets £10 per share could the trust try and sell for £20?


Theoretically, the Trust could sell at whatever price it wanted.

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Swans Trust Emergency Meeting Thurs on 15:51 - Apr 14 with 3085 viewsDafyddHuw

Swans Trust Emergency Meeting Thurs on 13:33 - Apr 14 by Uxbridge

Bingo. Not sure why anyone is getting hung up on the price people are selling their shares at. It's irrelevant. The club doesn't see a penny of it.

On the Trust sale thing mentioned elsewhere, there's only so many times anyone can say the Trust hasn't received an offer for its stake. Plus, as mentioned previously, it's a decision that can only be done through a full consultation with the Members.
[Post edited 14 Apr 2016 13:33]


Was only curious as to why the board set the valuation so low. Seeing as this is a once-in-a-lifetime thing like.
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Swans Trust Emergency Meeting Thurs on 15:58 - Apr 14 with 3068 viewsUxbridge

Swans Trust Emergency Meeting Thurs on 15:51 - Apr 14 by DafyddHuw

Was only curious as to why the board set the valuation so low. Seeing as this is a once-in-a-lifetime thing like.


Any answer would merely be speculation.

Personally speaking, I think it is a touch undervalued at the rumoured sale price. However there are a lot of factors that have to be taken account when selling anything ... a house, a car, a football club ... ultimately it comes down to what the selling parties will accept.

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Swans Trust Emergency Meeting Thurs on 17:17 - Apr 14 with 2960 viewslondonlisa2001

Swans Trust Emergency Meeting Thurs on 15:24 - Apr 14 by Uxbridge

Theoretically, the Trust could sell at whatever price it wanted.


Not if the Trust tried to force a sale to the investors under either the provisions of any shareholders agreement, under minority protection legislation, or under any claim made of quasi partnership. In those cases, the sale would be at the same value.

If a sale was made after the event or as part of any separate deal, you are correct.
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Swans Trust Emergency Meeting Thurs on 17:44 - Apr 14 with 2928 viewsMoscowJack

Swans Trust Emergency Meeting Thurs on 17:17 - Apr 14 by londonlisa2001

Not if the Trust tried to force a sale to the investors under either the provisions of any shareholders agreement, under minority protection legislation, or under any claim made of quasi partnership. In those cases, the sale would be at the same value.

If a sale was made after the event or as part of any separate deal, you are correct.


What "investors"? ;)

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Swans Trust Emergency Meeting Thurs on 17:56 - Apr 14 with 2899 viewslondonlisa2001

I am not able to attend tonight and don't use twitter, but have the following main questions in case any one who is going fancies raising them.

1. Is there a valid shareholders agreement currently in existence (I ask as it's been rumoured before that nothing was ever signed by all parties).

2. If there is a valid shareholders agreement in existence, are any of the following contained within the agreement:
(a) Any maximum percentage of the company that can be held by a single shareholder (eg. the 25% that has been previously rumoured).
(b) Right of first refusal on sale of shares by other shareholders. If this is present, does the clause state that all shares available for sale must be bought, or is there any reference to part purchase.
(c) What time period do other shareholders have to give to the Trust (or any other shareholder) under any right of first refusal that may exist.
(d) An 'equal terms' clause requiring any offer for more than a specified % of the company to be extended to all other shareholders
(e) Are there any matters which require the consent of all parties to the shareholders agreement.
(f) If so, is 'issuing new ordinary shares or additional shares' included as a matter requiring consent of all parties.
(g) Similarly, it is usual that the following are matters requiring consent of all parties - "create or issue any debenture, mortgage, charge or other security over any assets of the Company" and "hold any meeting of Shareholders or purport to transact any business at any such meeting unless there are present duly authorised representatives or proxies for each of the Shareholders" - are either of these included?
(h) Are there any references to change of control in the shareholders agreement?

Finally, are there ANY benefits conferred by the shareholders agreement that give protection to the Trust over and above the usual protections of the companies act? Eg. over pre emption on future share issues etc.

3. Is there a restriction that no shares can be sold, transferred or assigned except in compliance with the shareholders agreement?

4. Does the shareholders agreement contain the restriction that any shares transferred whether from the initial or increased capital shall impose upon the transferee an obligation to comply with the shareholders agreement and impose similar obligations on any subsequent transferee (again including any future additional shares)?


I don't ask these questions incidentally because I think that the Trust should agree or not agree the sale as proposed (if anyone knows what it is), but rather to see whether if they did oppose it, whether they are able to prevent it happening. If, however, the Trust believes that the sale is in the best interests of the club then all of this becomes slightly moot.

However, even if the Trust supports the sale, the crucial part will be in ensuring that as many matters as possible (particularly over issuing new equity and / or debt) require the consent of ALL parties to any shareholders agreement that the Trust enters into. Gets rid of the 25% as a concern. And if that does happen, need to make sure that the agreement states that it has primacy over the memorandum and articles of association and if there is any conflict the shareholders agreement will prevail.
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Swans Trust Emergency Meeting Thurs on 18:58 - Apr 14 with 2758 viewslondonlisa2001

Swans Trust Emergency Meeting Thurs on 17:44 - Apr 14 by MoscowJack

What "investors"? ;)


Don't you start :)
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Swans Trust Emergency Meeting Thurs on 19:23 - Apr 14 with 2673 viewsexiledclaseboy

I saw a post on Facebook earlier stating (paraphrasing) that the meeting had been told that the new owners would only be taking a 60% stake thus protecting the Trust.

This was posted at least an hour before the meeting began. Doris Stokes could not be reached for comment.

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Swans Trust Emergency Meeting Thurs on 19:41 - Apr 14 with 2581 viewsmorningstar

Swans Trust Emergency Meeting Thurs on 19:23 - Apr 14 by exiledclaseboy

I saw a post on Facebook earlier stating (paraphrasing) that the meeting had been told that the new owners would only be taking a 60% stake thus protecting the Trust.

This was posted at least an hour before the meeting began. Doris Stokes could not be reached for comment.


It makes little difference anyway. Once they put in their 'investment' the remaining shares will be diluted anyway, giving them over the 75.1% shareholding talked about.

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Swans Trust Emergency Meeting Thurs on 19:59 - Apr 14 with 2480 viewsNeathJack

Follow @StevenSOS1987 on twitter for live updates.

The contempt shown by the shareholders towards the Trust says everything you need to know about whose best interests are at the heart of this deal.
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Swans Trust Emergency Meeting Thurs on 20:07 - Apr 14 with 2428 viewsmonmouth

Swans Trust Emergency Meeting Thurs on 19:59 - Apr 14 by NeathJack

Follow @StevenSOS1987 on twitter for live updates.

The contempt shown by the shareholders towards the Trust says everything you need to know about whose best interests are at the heart of this deal.


Yes I think the score is obvious to all.

Huw C not a happy man. Money trumps friendship.

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Swans Trust Emergency Meeting Thurs on 20:12 - Apr 14 with 2388 viewsDr_Winston

Swans Trust Emergency Meeting Thurs on 20:07 - Apr 14 by monmouth

Yes I think the score is obvious to all.

Huw C not a happy man. Money trumps friendship.


And after all the times he went in to bat for them on here too.

Pain or damage don't end the world. Or despair, or f*cking beatings. The world ends when you're dead. Until then, you got more punishment in store. Stand it like a man... and give some back.

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Swans Trust Emergency Meeting Thurs on 20:21 - Apr 14 with 2313 viewsdobjack2

Swans Trust Emergency Meeting Thurs on 20:12 - Apr 14 by Dr_Winston

And after all the times he went in to bat for them on here too.


Sounds like the trust got a little bit too cozy with them. Easily done but perhaps we forgot how much money the shareholders stood to make or lose.
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Swans Trust Emergency Meeting Thurs on 20:25 - Apr 14 with 2280 viewsWatchman

Swans Trust Emergency Meeting Thurs on 20:21 - Apr 14 by dobjack2

Sounds like the trust got a little bit too cozy with them. Easily done but perhaps we forgot how much money the shareholders stood to make or lose.


Many of us said this but were laughed at and scorned. The rules changed the moment they decided to 'announce' season ticket arrangements on the afternoon of the first Man Ure game at the Liberty
#timetowisethefughup

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Swans Trust Emergency Meeting Thurs on 20:30 - Apr 14 with 2235 viewsDavillin

Swans Trust Emergency Meeting Thurs on 20:21 - Apr 14 by dobjack2

Sounds like the trust got a little bit too cozy with them. Easily done but perhaps we forgot how much money the shareholders stood to make or lose.


You truly have no idea of how hard the Trust work for Swansea City supporters and the integrity of the club; and it is truly offensive and insulting to say that the trust got a little bit too cozy with anyone.

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Swans Trust Emergency Meeting Thurs on 20:34 - Apr 14 with 2204 viewsDr_Winston

Swans Trust Emergency Meeting Thurs on 20:21 - Apr 14 by dobjack2

Sounds like the trust got a little bit too cozy with them. Easily done but perhaps we forgot how much money the shareholders stood to make or lose.


Wouldn't rush to label all the trust.

Pain or damage don't end the world. Or despair, or f*cking beatings. The world ends when you're dead. Until then, you got more punishment in store. Stand it like a man... and give some back.

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Swans Trust Emergency Meeting Thurs on 20:34 - Apr 14 with 2201 viewsDr_Winston

Swans Trust Emergency Meeting Thurs on 20:30 - Apr 14 by Davillin

You truly have no idea of how hard the Trust work for Swansea City supporters and the integrity of the club; and it is truly offensive and insulting to say that the trust got a little bit too cozy with anyone.


Nonsense.

Pain or damage don't end the world. Or despair, or f*cking beatings. The world ends when you're dead. Until then, you got more punishment in store. Stand it like a man... and give some back.

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Swans Trust Emergency Meeting Thurs on 20:35 - Apr 14 with 2191 viewsWatchman

Swans Trust Emergency Meeting Thurs on 20:30 - Apr 14 by Davillin

You truly have no idea of how hard the Trust work for Swansea City supporters and the integrity of the club; and it is truly offensive and insulting to say that the trust got a little bit too cozy with anyone.


greatest of respect that's wrong

At a £100m+ business!!!!! there are no friends!!!!!!!! SD was naive to think it was about friendship

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Swans Trust Emergency Meeting Thurs on 20:37 - Apr 14 with 2176 viewsexiledclaseboy

Swans Trust Emergency Meeting Thurs on 20:30 - Apr 14 by Davillin

You truly have no idea of how hard the Trust work for Swansea City supporters and the integrity of the club; and it is truly offensive and insulting to say that the trust got a little bit too cozy with anyone.


I don't think the intention was to label all the Trust board in that way and I'd agree with your general sentiment. But there have been plenty of occasions in recent years when it has been difficult to distinguish the actions and views of the Trust's supporter director from those of any other director. That's about the most tactful way I can think of putting it.

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Swans Trust Emergency Meeting Thurs on 20:44 - Apr 14 with 2099 viewsOldjack

Up date http://www.southwales-eveningpost.co.uk/BREAKING-Swans-fans-director-pretty-damn

Prosser the Tosser dwells on Phil's bum hole like a rusty old hemorrhoid ,fact You Greedy Bastards Get Out Of OUR Club!

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Swans Trust Emergency Meeting Thurs on 20:51 - Apr 14 with 2046 viewsdobjack2

Swans Trust Emergency Meeting Thurs on 20:30 - Apr 14 by Davillin

You truly have no idea of how hard the Trust work for Swansea City supporters and the integrity of the club; and it is truly offensive and insulting to say that the trust got a little bit too cozy with anyone.


for the record I believe that the trust board work hard and show integrity in a difficult role. By cozy I mean trusting the shareholders. Once they tried to sell their shares for the first time all trust should have gone and we needed to watch them like Hawks. The pesky trust spoiled things last time they weren't going to let it happen again.

We became friends with the shareholders who at the end of the day had fortunes to make or lose. We won't make that mistake again. No blame, not meant as offensive or insulting just a learning point.
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Swans Trust Emergency Meeting Thurs on 20:52 - Apr 14 with 2038 viewsKennedy

https://twitter.com/StevenSOS1987?ref_src=twsrc%5Egoogle%7Ctwcamp%5Eserp%7Ctwgr%


Seems like everyone has gone behind The Trust's back on this just to get out whilst the iron is hot.

Our relegation troubles this season looks like they have frighted the other board members and have now made a plan to get out as quick as they can.

But when you buy shares at £50,000 (already had this returned four fold £200,000) and now they worth £5,000,000 what business man will turn that down. And for some £200,000 into £20,000,000

Just call me JFK

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Swans Trust Emergency Meeting Thurs on 20:55 - Apr 14 with 1984 viewsWatchman

Swans Trust Emergency Meeting Thurs on 20:51 - Apr 14 by dobjack2

for the record I believe that the trust board work hard and show integrity in a difficult role. By cozy I mean trusting the shareholders. Once they tried to sell their shares for the first time all trust should have gone and we needed to watch them like Hawks. The pesky trust spoiled things last time they weren't going to let it happen again.

We became friends with the shareholders who at the end of the day had fortunes to make or lose. We won't make that mistake again. No blame, not meant as offensive or insulting just a learning point.


damn straight

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